Умови використання API

These API Terms of Service, together with any order form, checkout flow, registration and/or account set-up process, API key or credential issuance process, and any related online forms completed in connection with purchase, activation, or use of the Services (collectively, this “Agreement”), are a binding agreement between the SE Ranking entity identified in Section 15 (“Provider”, “SE Ranking”) and the entity identified in the account set-up process as the customer or end user (“Customer”). Provider and Customer may be referred to herein collectively as “Parties” or individually as “Party”.

Provider makes its application programming interfaces and related cloud services (the “Services”) available through its Website solely on the terms and conditions set forth below and on the condition that Customer accepts and complies with them.

By clicking the button to begin a free trial (as stated at sign-up), creating or using API Credentials, purchasing API access, or other indication of acceptance of these API Terms of Service in the ordering process, the Customer (A) acknowledges and accepts these API Terms of Service and the Privacy Policy and agrees to be legally bound by them and (B) represents and warrants that they are of legal age to enter into a binding agreement, or if accepting on behalf of a corporation, governmental organization or other legal entity, that they have the right, power, and authority to enter into this Agreement on behalf of Customer and to bind Customer to its terms. If you do not agree to the terms of the Agreement, Provider will not and does not make the Services available to you and you should not use the Services.

1. Definitions.

1.1. “Aggregated Statistics” means data and information related to Customer’s use of the Services that is used by Provider in an aggregate and anonymized manner, including to compile statistical and performance information related to the provision and operation of the Services.

1.2. “API” or the “Provider API” means any application programming interface provided by Provider that enables Customer to access certain features, data, or functions programmatically, including the Data API and Project API.

1.3. “API Credentials” means the unique keys, tokens, secrets, or other access credentials issued by Provider to Customer for accessing and using the Provider API. API Credentials may be issued for different API products (including Data API and Project API) and are product-specific; credentials for one API product are not interchangeable with credentials for another.

1.4. “API Credits” means the consumption-based billing units (or similar units) applicable to certain API plans/endpoints as described at purchase and/or in the API Documentation.

1.5. “API Documentation” means the official documentation and operational guidelines for the Provider API made available by Provider (including at https://seranking.com/api.html and any successor URL), as updated from time to time.

1.6. “API Logs” means logs and records related to Customer’s use of the Provider API, including request and response information and metadata.

1.7. “Authorized User” means Customer’s employees, consultants, contractors, and agents (i) who are authorized by Customer to access and use the Services under the rights granted to Customer pursuant to this Agreement and (ii) for whom access to the Services has been purchased hereunder, where applicable. For clarity, any use of the Services by an Authorized User shall be considered use by Customer.

1.8. “Customer Content” means, other than Aggregated Statistics, information, data, and other content, in any form or medium, that is submitted, posted, queried, transmitted, or otherwise provided by or on behalf of Customer or an Authorized User through the Services.

1.9. “Data API” means the Provider API served through endpoints designated by Provider (including any successor endpoints) that provides programmatic access to certain datasets from Provider and/or third-party data sources (including keyword databases, backlink indices, and domain presence data), as well as data-derived results, which may include calculated metrics such as rankings, visibility indicators, or similar analytical outputs, as described in the API Documentation. Access to the Data API may be provided under a standalone API plan, as an add-on, or as otherwise made available by Provider. Usage of the Data API may be metered using API Credits as described in Section 5.2.

1.10. “Effective Date” means the date Customer sets up a trial account, is issued API Credentials, or the date on which Customer completes the purchase forms and pays the applicable Fees for a paid subscription, whichever occurs first.

1.11. “Fees” means the applicable fees payable by Customer for the Services as described in Section 5.

1.12. “Input” means any data, text, images, prompts, or other material that Customer or its Authorized Users submit to the Services for processing by a generative feature of the Services.

1.13. “Outputs” means content (e.g., text, images, tables) newly generated by the Services’ generative features in response to an Input.

1.14. “Privacy Policy” means Provider’s privacy statement available at https://seranking.com/legal/privacy-policy.html (or any successor URL) as updated from time to time.

1.15. “Project API” means the Provider API served through endpoints designated by Provider (including any successor endpoints) that provides programmatic access to Customer-specific data, including Customer Content where applicable, and functionality associated with Customer’s SE Ranking platform account (including projects, tracked keywords, and historical data), as described in the API Documentation. Access to the Project API is available only in connection with Customer’s account and an applicable subscription plan (e.g., Business or Enterprise).

1.16. “Provider IP” means the Services, the Provider API, the API Documentation, and any and all intellectual property provided to Customer or any Authorized User in connection with the foregoing. For the avoidance of doubt, Provider IP includes Aggregated Statistics and any information, data, or other content derived from Provider’s monitoring of Customer’s access to or use of the Services, but does not include Customer Content and Outputs.

1.17. “Website” means any websites and online properties owned or controlled by Provider through which the Services are made available, including any associated subdomains and pages.

2. Access and Use.

2.1. 24/7 access to the Service. Subject to the terms and conditions of this Agreement, Provider hereby grants Customer a non-exclusive, non-transferable right to access and use the Services during the Term (as defined in Section 11), solely for use by Authorized Users in accordance with the terms and conditions herein. Such use is limited to Customer’s internal use and permitted client deliverables as allowed under this Agreement. Provider will use commercially reasonable efforts to make the Services available 24/7, excluding planned maintenance and emergency maintenance, and subject to outages, force majeure, and other circumstances beyond Provider’s reasonable control. Provider does not provide any service level agreement unless expressly stated in a separate written agreement.

2.2. Use Restrictions. Customer shall not use the Services for any purposes beyond the scope of the access granted in this Agreement. Customer shall not at any time, directly or indirectly, and shall not permit any Authorized Users to:

(A) General Restrictions: (i) copy, modify, or create derivative works of the Services, in whole or in part; (ii) rent, lease, lend, sell, license, sublicense, assign, distribute, publish, transfer, or otherwise make available the Services to any third party; (iii) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any software component of the Services, in whole or in part; (iv) remove any proprietary notices from the Services; (v) use the Services in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any person, or that violates any applicable law; (vi) circumvent or attempt to circumvent any access restrictions, usage limits, rate limits, quotas, authentication requirements, or other protective measures applicable to the Services or described in the API Documentation; or use any method intended to bypass enforcement mechanisms; (vii) scrape, harvest, or extract data from any Provider interface in a manner intended to avoid using the Provider API or to bypass applicable limitations. 

(B) API-Specific Commercial Restrictions. If Customer accesses the Provider API, the following additional terms apply:

(i) Permitted Commercial Use. Customer may use the data obtained through the Provider API for commercial purposes, including internal analytics, client SEO audits, or reporting, provided such use complies with this Agreement and does not fall under the restricted use cases outlined below.

(ii) Competitors. Any access to or use of the Provider API by a direct competitor of SE Ranking requires Provider’s explicit written consent. For purposes of this Section 2.2(B), a direct competitor means any entity that offers products or services that materially compete with Provider’s SEO analytics offerings, including rank tracking, keyword/SERP analysis, backlink analysis, website audit, or related data products.

(iii) Use Cases Requiring Prior Written Consent. The following use cases require Provider’s prior written consent:

(1) Embedding raw or substantially similar API metrics inside a paid SaaS product, including white-label dashboards, API-based widgets, or multi-tenant products;

(2) Reselling, sublicensing, or bulk redistribution of API data, including data-as-a-service offerings, data feeds, or mirroring Provider’s datasets or databases;

(3) Use of API data to train public machine learning or language models.

(iv) Technical Limits; Documentation. Usage volume is subject to technical limits and fair use controls implemented by Provider. When applicable limits are exceeded, Provider may apply automatic throttling to Customer’s API requests. Subject to availability and as described at purchase or in the API Documentation, Customer may enable overage usage, in which case additional API Credits may be consumed once included subscription API Credits are exhausted. Unused API Credits do not roll over between billing periods and expire at the end of the applicable subscription term. All applicable usage limits, rate limits, authentication rules, data handling standards, and other operational or technical parameters related to the Provider API are described in the official API Documentation (as updated from time to time). Customer agrees to comply with all such documentation-based requirements. Unless otherwise specified in the API Documentation, standard request rate limits are 5 requests per second (RPS) for the Project API and 10 requests per second (RPS) for the Data API. Customer may contact Provider to request custom rate limits, subject to Provider’s approval.

(C) Seats; Client Access.

(i) Seats. Where Customer’s plan includes seat-based limits, Customer may only allow access to the Services to the number of Authorized Users purchased by Customer.

(ii) No Credential Sharing. Customer shall not share API Credentials with any third party, including Customer’s clients, nor allow any third party to make direct API calls using Customer’s API Credentials, unless expressly permitted in writing by Provider.

(iii) Client Deliverables. Customer may provide clients with reports, summaries, analyses, recommendations, and other work product derived from the Provider API, subject to Section 2.2(B).

2.3. Suspension. Notwithstanding anything to the contrary in this Agreement, Provider may temporarily suspend Customer’s access to any portion or all of the Services if: (i) Provider reasonably determines that (A) there is a threat or attack on any of Provider IP; (B) Customer’s use of Provider IP disrupts or poses a security risk to Provider IP or to any other customer or vendor of Provider; (C) Customer is using Provider IP for fraudulent or illegal activities; (D) subject to applicable law, Customer has ceased to continue its business in the ordinary course, made an assignment for the benefit of creditors or similar disposition of its assets, or become the subject of any bankruptcy, reorganization, liquidation, dissolution, or similar proceeding; (E) Provider’s provision of the Services to Customer is prohibited by applicable law; or (F) Customer’s use materially exceeds applicable limits, constitutes abuse of the Services, or otherwise threatens the stability, integrity, or security of the Services; (ii) any vendor of Provider has suspended or terminated Provider’s access to or use of any third-party services or products required to enable Customer to access the Services; or (iii) Customer fails to pay applicable Fees when due in accordance with Section 5.1 (any such suspension described in subclause (i), (ii), or (iii), a “Service Suspension”). Except where immediate suspension is required to protect the security, integrity, or availability of the Services or Provider IP, or to comply with applicable law, Provider may, where practicable, provide Customer with written notice and an opportunity to cure prior to initiating a Service Suspension. Following cure of the underlying issue and, where applicable, Provider’s verification thereof, Provider will use reasonable efforts to restore access to the Services without undue delay. Provider will have no liability for any damage, liabilities, losses (including any loss of data or profits), or any other consequences that Customer or any Authorized User may incur as a result of a Service Suspension. 

2.4. Aggregated Statistics. Notwithstanding anything to the contrary in this Agreement, Provider may monitor Customer’s use of the Services and collect and compile Aggregated Statistics. As between Provider and Customer, all right, title, and interest in Aggregated Statistics, and all intellectual property rights therein, belong to and are retained solely by Provider.

2.5. Reservation of Rights. Provider reserves all rights not expressly granted to Customer in this Agreement. Except for the limited rights and licenses expressly granted under this Agreement, nothing in this Agreement grants, by implication, waiver, estoppel, or otherwise, to Customer or any third party any intellectual property rights or other right, title, or interest in or to Provider IP.

2.6. API Types. Provider offers (i) Data API and (ii) Project API as separate API offerings. Access may require different API Credentials and/or subscription plans. Customer is responsible for using the correct credentials for the applicable API.

2.7. Beta Features. Provider may designate certain endpoints or features as beta or pre-release. Beta features are provided “AS IS” and may be modified, suspended, or discontinued at any time.

3. API Credentials; Security.

3.1. API Credentials are unique and non-transferable. Customer shall not share, sell, lease, or otherwise make API Credentials available to any third party. Customer is responsible for maintaining the confidentiality of API Credentials and ensuring that no unauthorized person or entity gains access to the Services through Customer’s API Credentials.

3.2. Customer shall implement reasonable technical and organizational measures to secure API Credentials and shall promptly notify Provider if Customer reasonably suspects any unauthorized access to, use of, or disclosure of API Credentials. Provider may rotate or revoke API Credentials where reasonably necessary, for example in cases of suspected compromise, security risk, or unauthorized use. Where available, Provider offers functionality that allows Customer to rotate API Credentials. Customer is responsible for updating its integrations, applications, and systems to support changes to API Credentials and acknowledges that failure to do so may result in interruption of access to the Services.

4. Customer Responsibilities.

4.1. Customer is responsible and liable for all uses of the Services resulting from access provided by Customer to Authorized Users, directly or indirectly, whether such access or use is permitted by or in violation of this Agreement. Without limiting the generality of the foregoing, Customer is responsible for all activity under Customer’s API Credentials or any Authorized User access.

4.2. Customer has sole responsibility for the accuracy, quality, integrity, legality, reliability, and appropriateness of Customer Content, and for obtaining all rights and permissions related to Customer Content and Customer’s third-party accounts required by Provider to provide Services. Customer warrants it has obtained and will maintain all such rights and that Customer Content is free from errors. Provider is not responsible for any backup, recovery, or other steps required to ensure that Customer Content is recoverable in the case of data loss. Customers are solely responsible for regularly backing up their Customer Content and taking appropriate steps to safeguard and ensure the integrity of their data.

4.3. Customer acknowledges that the Services are not designed to process sensitive or regulated personal data (e.g., health, financial, government-issued identifiers), and Customer shall not enter any such information into the Services.

4.4. Customer is responsible for implementing and maintaining its integrations in accordance with the API Documentation and applicable usage policies, including respecting applicable limits and using the Services in a manner that does not disrupt or degrade the Services.

5. Fees and Payment.

5.1. Fees. Customer shall pay Provider the applicable fees either as set forth in the selected subscription plan during the ordering process or as specified in a separate written agreement between Parties, without offset or deduction. Customer shall make all payments hereunder in the currencies offered at checkout through the use of a third-party payment processor or, where applicable, in accordance with the invoicing and payment terms set forth in a separate written agreement between Parties. If Customer’s payment method fails during the ordering or renewal process, Provider may suspend or withdraw Customer’s access to the Services until the applicable Fees are paid in full.

5.2. Credits. Certain Services (including certain Data API usage) may operate on a consumption basis using API Credits or similar units. The applicable credit/unit consumption rules, quotas, and usage mechanics are described at purchase and/or in the API Documentation. Customer is responsible for monitoring consumption and maintaining sufficient balance or active subscription to continue using the applicable Services.

5.3. Taxes. Customer is responsible for all sales, use, and excise taxes, and any other similar taxes, duties, and charges of any kind imposed by any federal, state, or local governmental or regulatory authority on any amounts payable by Customer hereunder, other than any taxes imposed on Provider’s income.

5.4. No Refunds; Exceptions. Fees are non-refundable and non-creditable except where required by applicable law or where Provider expressly agrees otherwise in writing (including as part of a promotion).

5.5. If Provider confirms, in its reasonable discretion, a material failure to provide the Services in accordance with this Agreement and determines that a refund is appropriate, Provider may refund the applicable amounts using the original payment method.

6. Confidential Information.

6.1. From time to time during the Term, either Party may disclose or make available to the other Party information about its business affairs, products, confidential intellectual property, trade secrets, third-party confidential information, and other sensitive or proprietary information in written or electronic form or media, and whether or not marked, designated, or otherwise identified as confidential (collectively, Confidential Information). Confidential Information does not include information that, at the time of disclosure is: (a) in the public domain; (b) known to the receiving Party at the time of disclosure; (c) rightfully obtained by the receiving Party on a non-confidential basis from a third party; or (d) independently developed by the receiving Party.

6.2. The receiving Party shall not disclose the disclosing Party’s Confidential Information to any person or entity, except to the receiving Party’s employees, contractors, consultants, agents, professional advisers and affiliates who have a need to know the Confidential Information for the receiving Party to exercise its rights or perform its obligations hereunder.

6.3. Notwithstanding the foregoing, each Party may disclose Confidential Information to the limited extent required (i) in order to comply with the order of a court or other governmental body, or as otherwise necessary to comply with applicable law, provided that the Party making the disclosure pursuant to the order shall first have given written notice to the other Party and made a reasonable effort to obtain a protective order; or (ii) to establish a Party’s rights under this Agreement, including to make required court filings.

6.4. Each Party’s obligations of non-disclosure with regard to Confidential Information are effective as of the Effective Date and will expire five years from the date first disclosed to the receiving Party; provided, however, with respect to any Confidential Information that constitutes a trade secret (as determined under applicable law), such obligations of non-disclosure will survive the termination or expiration of this Agreement for as long as such Confidential Information remains subject to trade secret protection under applicable law.

7. Monitoring; API Logs; Retention; Caching.

7.1. Provider may monitor Customer’s use of the Provider API and collect, store, and use API Logs for internal purposes, including but not limited to: security, fraud prevention, technical support, debugging, billing reconciliation (including API Credit usage), performance optimization, service integrity, and compliance enforcement. Provider may also store and retain limited copies of API Responses, Outputs and related metadata to the extent reasonably necessary for providing the Services and for the purposes described above. Customer remains solely responsible for caching and storing API Responses for Customer’s own business purposes. Retention and deletion of API Logs and any such stored data are governed by Provider’s Privacy Policy and applicable data protection laws.

8. Intellectual Property Ownership; Feedback; Trademarks.

8.1. Customer acknowledges that, as between Customer and Provider, Provider owns all right, title, and interest, including all intellectual property rights, in and to Provider IP. Provider acknowledges that, as between Provider and Customer, Customer owns all right, title, and interest, including all intellectual property rights, in and to Customer Content as entered into or submitted to the Services. Customer hereby grants to Provider a non-exclusive, royalty-free, worldwide license to reproduce, distribute, and otherwise use and display Customer Content and perform all acts with respect to Customer Content as may be necessary for Provider to provide the Services to Customer, and a non-exclusive, perpetual, irrevocable, royalty-free, worldwide license to reproduce, distribute, modify, and otherwise use and display Customer Content incorporated within the Aggregated Statistics. As between Provider and Customer, Provider does not claim ownership of Outputs; provided, however, that Provider may store and retain copies of Outputs for the internal purposes described in Section 7.

8.2. API Responses; Data Ownership. For the avoidance of doubt, all data, metrics, datasets, and results returned by the Provider API, other than Outputs, (the “API Responses”) constitute Provider IP, except to the extent such API Responses include Customer Content provided by Customer. Subject to the licenses and restrictions in this Agreement, Customer may store and use API Responses internally and may include them in permitted client deliverables; however, Customer may not use API Responses in a manner that constitutes reselling, sublicensing, bulk redistribution, data feeds, data-as-a-service offerings, or mirroring Provider’s datasets or databases, except with Provider’s prior written consent. Customer may cache and store API Responses only to the extent reasonably necessary for Customer’s permitted use and client deliverables. Customer must not create, maintain, or offer a competing database, dataset, or service based on API Responses, except with Provider’s prior written consent.

8.3. Feedback. If Customer sends or transmits any communications or materials to Provider by mail, email, telephone, or otherwise, suggesting or recommending changes to Provider IP, including without limitation, new features or functionality relating thereto, or any comments, questions, suggestions, or the like (Feedback), Provider is free to use such Feedback irrespective of any other obligation or limitation between Parties governing such Feedback. Customer hereby assigns to Provider on Customer’s behalf, and on behalf of its employees, contractors and/or agents, all right, title, and interest in, and Provider is free to use, without any attribution or compensation to any party, any ideas, know-how, concepts, techniques, or other intellectual property rights contained in the Feedback, for any purpose whatsoever. Provider is not required to use any Feedback.

8.4. Use of SE Ranking Trademarks. Customer acknowledges that all trademarks, service marks, logos or other designations or other identifying marks or indicia of origin displayed on the Services or the Website are registered and unregistered marks of SE Ranking (collectively, SE Ranking Trademarks) and constitute the exclusive intellectual property rights of SE Ranking. Customer shall not use, copy, reproduce, display, distribute, or otherwise exploit any SE Ranking Trademarks in any manner whatsoever, whether directly or indirectly, without the prior express written consent of SE Ranking. Furthermore, Customer is expressly prohibited from using SE Ranking Trademarks in any manner that may dilute, tarnish, disparage, or otherwise damage the reputation, brand image, or goodwill of SE Ranking. Any unauthorized use of SE Ranking Trademarks or use in a manner detrimental to the SE Ranking brand shall constitute a material breach of this Agreement.

8.5. Third-Party Trademarks. All third-party names, logos, and trademarks (including, without limitation, those of search engines, social networks, AI answer engines, data aggregators, and similar services) are the property of their respective owners. Any use of such marks by Provider in the Services, the Website, documentation, or other materials is for identification and descriptive purposes only and does not imply any affiliation, sponsorship, or endorsement. No rights are granted to Customer in or to any third-party trademarks, and Provider disclaims any responsibility or liability for any use of third-party trademarks by Customer.

8.6. Publicity. By utilizing Services, Customer grants Provider a non-exclusive, royalty-free, worldwide, and revocable license to use Customer’s name, logo, and general information about Customer’s use of Services, including performance data and outcomes, solely for purposes of identifying Customer as a client and referencing Customer’s experience in Provider’s marketing, promotional, and informational materials, including but not limited to websites, presentations, case studies, and proposals. This license remains in effect during the Term and may be revoked by Customer at any time by written notice to Provider.

9. Limited Warranty and Warranty Disclaimer.

9.1. Provider warrants that the Services will materially conform with then-current product descriptions when accessed and used in accordance with the terms of this Agreement (“Performance Warranty”). Provider does not make any representations or guarantees regarding uptime or availability of the Services unless specifically identified by Provider in writing. Provider’s sole liability and Customer’s sole remedy for any breach of the Performance Warranty shall be for Provider to make commercially reasonable efforts to bring the Services into material conformity with the Performance Warranty. In the event that Customer identifies a non-conformity, Customer must promptly notify Provider with a description of the issue and provide reasonable cooperation and assistance in helping Provider recreate or validate the issue.

9.2. The information and results provided by the Services are for general informational purposes only. As between Provider and Customer, Customer is responsible for assuring that the results are applicable or appropriate to any particular situation and jurisdiction.

9.3. The Services may include integrations with services, applications, content and data made available by third parties (“Third-Party Components”) that are accessed through the Services and are subject to the terms and conditions of those third parties. This Agreement does not apply to those Third-Party Components, and they are not part of the Services.

9.4. The Customer acknowledges and agrees that the Services may incorporate third-party artificial intelligence (AI) tools and data, which may deliver text, media content, or other information. Provider accepts no liability for the accuracy, reliability, or completeness of any data generated by third-party AI services. Customer is solely responsible for the engagement with any content obtained through the Services, including ensuring compliance with all applicable laws and regulations. Furthermore, Customer is responsible for obtaining any necessary consents or permits for the application of intellectual property owned by third parties that may be included in the data or content accessed through the Services. Provider shall not be liable for any consequences arising from Customer’s use of the data or information obtained from the Services, and Customer agrees to indemnify and hold Provider harmless from any claims, damages, or losses resulting from such use. Provider reserves the right to modify, replace, or discontinue the use of any third-party tools, providers, or data sources underlying the Services. Provider shall have no liability for any unavailability, modification, suspension, or discontinuation of such third-party tools or data sources, or any resulting impact on the Services or data provided thereunder.

9.5. Impact of rank tracking on third-party metrics. Customer acknowledges and agrees that in order to provide rank or position data, the Services must retrieve and load search engine results pages, and that such retrieval may be registered or recorded by third parties. Such registration is determined solely by those third parties and remains outside Provider’s control.

9.6. Customer acknowledges that certain data and results provided through the Services (including keyword metrics, backlink data, rank tracking results, and similar information) may be derived from third-party sources and/or Provider’s proprietary estimation models or analytical methodologies, and may be subject to inaccuracies, delays, omissions, limitations in coverage, or freshness constraints. Provider does not warrant that such data or results are current, complete, or error-free, and Provider shall have no liability for any Customer’s decisions, actions, or outcomes based on such data or results. Provider reserves the right to modify, replace, or discontinue the data sources, estimation models, analytical methodologies, or coverage used to provide such data or results at its discretion.

9.7. WITHOUT PREJUDICE TO THE WARRANTY DISCLAIMER AND THE LIMITATION OF LIABILITY OF THIS AGREEMENT, AND EXCEPT WHERE PROHIBITED BY LAW, ALL SERVICES, ALL RESULTS AND THE CONTENT PROVIDED BY PROVIDER ARE PROVIDED AS-IS AND AS-AVAILABLE AND PROVIDER EXPRESSLY DISCLAIMS ANY WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, UNIQUENESS AND NON-INFRINGEMENT. PROVIDER’S SERVICES, IN PARTICULAR SOME TOOLS, MAY GIVE CUSTOMER ACCESS TO CONTENT THAT BELONGS TO OTHER PEOPLE OR ORGANIZATIONS. CUSTOMER MAY NOT USE THIS CONTENT WITHOUT THAT PERSON OR ORGANIZATION’S PERMISSION, OR AS OTHERWISE ALLOWED BY LAW. THE VIEWS EXPRESSED IN OTHER PEOPLE OR ORGANIZATIONS’ CONTENT ARE THEIRS AND DON’T NECESSARILY REFLECT PROVIDER’S VIEWS.

10. Indemnification; Limitation of Liability.

10.1. Provider Indemnification. Provider shall indemnify, defend, and hold harmless Customer from and against any and all losses, damages, liabilities, costs (including reasonable attorneys’ fees) (“Losses”) incurred by Customer resulting from any third-party claim, suit, action, or proceeding (“Third-Party Claim”) that the Services, or any use of the Services in accordance with this Agreement, infringes or misappropriates such third party’s US patents, copyrights, or trade secrets, provided that Customer promptly notifies Provider in writing of the claim, cooperates with Provider, and allows Provider sole authority to control the defense and settlement of such claim. If such a claim is made or appears possible, Customer agrees to permit Provider, at Provider’s sole discretion, to (A) modify or replace the Services, or component or part thereof, to make it non-infringing, or (B) obtain the right for Customer to continue use. If Provider determines that neither alternative is reasonably available, Provider may terminate this Agreement, in its entirety or with respect to the affected component or part, effective immediately on written notice to Customer. This Section 10.1 will not apply to the extent that the alleged infringement arises from: (A) use of the Services in combination with data, software, hardware, equipment, or technology not provided by Provider or authorized by Provider in writing; (B) modifications to the Services not made by Provider; (C) Outputs; or (D) Customer Content.

10.2. Customer Indemnification. Customer shall indemnify, hold harmless, and, at Provider’s option, defend Provider from and against any Losses resulting from any Third-Party Claim based on (i) Customer Content; or (ii) Outputs; or (iii) Customer’s or any Authorized User’s (A) negligence or willful misconduct; (B) use of the Services in a manner not authorized by this Agreement; (C) use of the Services in combination with data, software, hardware, equipment, or technology not provided by Provider or authorized by Provider in writing; or (D) modifications to the Services not made by Provider, provided that Customer may not settle any Third-Party Claim against Provider unless Provider consents to such settlement, and further provided that Provider will have the right, at its option, to defend itself against any such Third-Party Claim or to participate in the defense thereof by counsel of its own choice.

10.3. Sole Remedy. THIS SECTION 10 SETS FORTH CUSTOMER’S SOLE REMEDIES AND PROVIDER’S SOLE LIABILITY AND OBLIGATION FOR ANY ACTUAL, THREATENED, OR ALLEGED CLAIMS THAT THE SERVICES INFRINGE, MISAPPROPRIATE, OR OTHERWISE VIOLATE ANY INTELLECTUAL PROPERTY RIGHTS OF ANY THIRD PARTY.

10.4. Limitations of Liability. IN NO EVENT WILL PROVIDER BE LIABLE UNDER OR IN CONNECTION WITH THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE, FOR ANY: (a) CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES; (b) INCREASED COSTS, DIMINUTION IN VALUE OR LOST BUSINESS, PRODUCTION, REVENUES, OR PROFITS; (c) LOSS OF GOODWILL OR REPUTATION; (d) USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY, OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY; OR (e) COST OF REPLACEMENT GOODS OR SERVICES, IN EACH CASE REGARDLESS OF WHETHER PROVIDER WAS ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE. IN NO EVENT WILL PROVIDER’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE EXCEED THE TOTAL AMOUNTS PAID AND AMOUNTS ACCRUED BUT NOT YET PAID TO PROVIDER UNDER THIS AGREEMENT IN THE 12-MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

11. Term and Termination.

11.1. Term. The initial term of this Agreement begins on the Effective Date and, unless terminated earlier pursuant to this Agreement’s express provisions, will continue in effect for the trial duration, if any, as stated at sign-up (the “Trial Term”). Provider may decide unilaterally which services and functions of the Service are available to Customer during the Trial Term. Upon expiration of the Trial Term, Customer may, at its option, select the length of its initial paid subscription term; or, if only a single subscription option is available, the subscription will commence for that single posted period (“Initial Term”). Upon expiration of Customer’s Initial Term, Customer will be notified by email or through Customer’s account that Customer’s subscription needs to be renewed, and Customer may confirm renewal for the applicable period (“Renewal Term” and together with the Initial Term and Trial Term, the “Term”).

11.2. Termination. In addition to any other express termination right set forth in this Agreement:
(i) Customer may terminate its subscription effective at the end of its current Term at any time by emailing Provider through the contact information provided on Website, or by using any cancellation mechanism made available by Provider;

(ii) Provider may terminate this Agreement, effective on written notice to Customer, if Customer: (A) fails to pay any amount when due hereunder, and such failure continues more than 5 days after Provider’s delivery of written notice thereof; or (B) breaches any of its obligations under Section 2, Section 3, Section 4 or Section 5;

(iii) either Party may terminate this Agreement, effective on written notice to the other Party, if the other Party materially breaches this Agreement, and such breach: (A) is incapable of cure; or (B) being capable of cure, remains uncured 30 days after the non-breaching Party provides the breaching Party with written notice of such breach; or

(iv) either Party may terminate this Agreement, effective immediately upon written notice to the other Party, if the other Party: (A) becomes insolvent or is generally unable to pay, or fails to pay, its debts as they become due; (B) files or has filed against it, a petition for voluntary or involuntary bankruptcy or otherwise becomes subject, voluntarily or involuntarily, to any proceeding under any domestic or foreign bankruptcy or insolvency law; (C) makes or seeks to make a general assignment for the benefit of its creditors; or (D) applies for or has appointed a receiver, trustee, custodian, or similar agent appointed by order of any court of competent jurisdiction to take charge of or sell any material portion of its property or business.

11.3. Termination Clause Due to Cooperation with Sanctioned Entities. Provider reserves the right to terminate this Agreement with immediate effect, without liability or obligation to provide further notice, if Customer is found to be directly or indirectly engaged in any business dealings, cooperation, or transactions with any individual, entity, or organization listed on any government-issued sanctions list. This includes, but is not limited to, lists maintained by the U.S. Department of the Treasury’s Office of Foreign Assets Control (OFAC), the United Nations, the European Union, or other relevant sanctions authorities.

12. Migration; Backlink API Terms Deprecation.

12.1. Customer acknowledges that backlink-related functionality may be offered as part of the Data API (as a module or set of endpoints) and that Provider may migrate customers from any legacy backlink API offering to the Data API.

12.2. Effective as of the March 3, 2026 Provider designates for migration (“Migration Effective Date”), this Agreement supersedes and replaces the Terms of Service for Backlink API dated December 10, 2024, solely with respect to continued access to backlink data through the Services. For the avoidance of doubt, migration does not waive any accrued payment obligations, confidentiality duties, IP protections, restrictions, or remedies that arose prior to the Migration Effective Date.

13. Changes to the API; Deprecation; Backward Compatibility.

13.1. Provider reserves the right to change, update, or modify the Services (including the Provider API) and the API Documentation at any time, including without limitation by: (i) adding or removing endpoints, methods, parameters, headers, or response fields; (ii) changing response formats, schemas, or other operational characteristics; (iii) changing rate limits, quotas, concurrency limits, credit/unit costs, and other usage controls; (iv) changing authentication methods; (v) introducing new versions; (vi) restricting, suspending, or discontinuing access to any portion of the Services; or (vii) migrating functionality between endpoints or products.

13.2. Provider may designate any endpoint, method, parameter, or feature as deprecated in the API Documentation or through account notices. Provider may continue to support deprecated functionality for a period of time, but Provider is not obligated to do so, and Provider may disable or remove deprecated functionality at any time.

13.3. Provider does not guarantee backward compatibility of the Services, and Customer is solely responsible for ensuring that Customer’s applications remain compatible with the current Services and API Documentation. Customer acknowledges that changes to the Services may require Customer to update its integrations, code, configurations, and operational processes.

13.4. Provider will use commercially reasonable efforts to provide up to thirty (30) days’ advance notice, where practicable, of changes that may require Customer to modify its integrations. The applicable notice period may vary depending on the nature and impact of the change. Provider reserves the right to implement changes with shorter or no notice where necessary for security, legal compliance, or operational reasons.

13.5. Provider shall have no liability for any modification, limitation, suspension, or discontinuation of the Services, any endpoint, or any functionality, nor for any loss of data, loss of access, or costs incurred by Customer in connection with updating Customer’s integrations, except where such liability cannot be excluded under applicable law.

14. Miscellaneous.

14.1. Entire Agreement. This Agreement, together with the Order Form and any other documents incorporated by reference constitutes the sole and entire agreement of Parties with respect to the subject matter of this Agreement and supersedes all prior and contemporaneous understandings, agreements, and representations and warranties, both written and oral, with respect to such subject matter.

14.2. Notices. All notices, requests, consents, claims, demands, waivers, and other communications hereunder (each, a “Notice”) must be in writing and addressed to Provider at the addresses set forth in this Agreement and to Customer at the address set forth in the Order Form (or to such other address that may be designated by the Party giving Notice from time to time in accordance with this Section). All Notices must be delivered by personal delivery, nationally recognized overnight courier (with all fees pre-paid), facsimile or email (with confirmation of transmission), or certified or registered mail (in each case, return receipt requested, postage pre-paid). Except as otherwise provided in this Agreement, a Notice is effective only: (i) upon receipt by the receiving Party; and (ii) if the Party giving Notice has complied with the requirements of this Section. Notwithstanding the foregoing, Customer agrees that Provider may also give Customer Notices via Customer’s account and/or via postings on or through the functionality of the Service (and such notices shall be deemed given immediately).

14.3. Force Majeure. In no event shall Provider be liable to Customer, or be deemed to have breached this Agreement, for any failure or delay in performing its obligations under this Agreement, if and to the extent such failure or delay is caused by any circumstances beyond Provider’s reasonable control, including but not limited to acts of God, flood, fire, earthquake, explosion, war, terrorism, invasion, riot or other civil unrest, strikes, labor stoppages or slowdowns or other industrial disturbances, or passage of law or any action taken by a governmental or public authority, including imposing an embargo.

14.4. Amendment and Modification; Waiver. PROVIDER MAY CHANGE THE TERMS OF THIS AGREEMENT FROM TIME TO TIME BY POSTING THE UPDATED AGREEMENT ON THE WEBSITE. CUSTOMER CAN REVIEW THE MOST CURRENT VERSION OF THIS AGREEMENT AT ANY TIME ON THE WEBSITE AT AN API TERMS OF SERVICE PAGE OR A SUCCESSOR URL THAT WE MAY DESIGNATE. THE REVISED TERMS AND CONDITIONS WILL BECOME EFFECTIVE IMMEDIATELY AFTER PROVIDER POSTS THE UPDATED TEXT ON THE WEBSITE. IF CUSTOMER USES THE SERVICES AFTER SUCH DATE, SUCH USE WILL CONSTITUTE ACCEPTANCE OF THE REVISED TERMS AND CONDITIONS.

14.5. Severability. If any provision of this Agreement is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability will not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction. Upon such determination that any term or other provision is invalid, illegal, or unenforceable, Parties shall negotiate in good faith to modify this Agreement so as to effect their original intent as closely as possible in a mutually acceptable manner in order that the transactions contemplated hereby be consummated as originally contemplated to the greatest extent possible.

14.6. Survival. The rights and obligations of Parties under this Agreement which, by their nature or context, are intended to survive the termination or expiration of this Agreement shall survive. Such provisions include, but are not limited to, Confidential Information (Section 6), Intellectual Property Ownership (Section 8), Limitation of Liability (Section 10), Indemnification (Section 10) and Governing Law; Submission to Jurisdiction.

14.7. Governing Law; Submission to Jurisdiction. This Agreement is governed by and construed in accordance with the internal laws of the State of California without giving effect to any choice or conflict of law provision or rule that would require or permit the application of the laws of any jurisdiction other than those of the State of California. Any legal suit, action, or proceeding arising out of or related to this Agreement or the licenses granted hereunder will be instituted exclusively in the federal courts of the United States or the courts of the State of California, and each Party irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action, or proceeding.

14.8. Governing Language. English is the language that governs this Agreement and shall prevail over any translations that are made of this Agreement.

14.9. Assignment. Customer may not assign any of its rights or delegate any of its obligations hereunder, in each case whether voluntarily, involuntarily, by operation of law or otherwise, without the prior written consent of Provider, whose consent shall not be unreasonably withheld, conditioned, or delayed. Any purported assignment or delegation in violation of this Section will be null and void. No assignment or delegation will relieve the assigning or delegating Party of any of its obligations hereunder. This Agreement is binding upon and inures to the benefit of Parties and their respective permitted successors and assigns.

14.10. Export Regulation and Government Rights. Customer shall comply with all applicable federal laws, regulations, and rules, and complete all required undertakings (including obtaining any necessary export license or other governmental approval), that prohibit or restrict the export or re-export of the Services, Outputs or any Customer Content outside the US. Each of the API Documentation and the software components that constitute the Services is a commercial item as that term is defined at 48 C.F.R. § 2.101, consisting of commercial computer software and commercial computer software documentation as such terms are used in 48 C.F.R. § 12.212. Accordingly, if Customer is an agency of the US Government or any contractor therefore, Customer only receives those rights with respect to the Services and API Documentation as are granted to all other end users.

14.11. Equitable Relief. Each Party acknowledges and agrees that a breach or threatened breach by such Party of any of its obligations under Section 6 or, in the case of Customer, Section 2 or Section 3, would cause the other Party irreparable harm for which monetary damages would not be an adequate remedy and agrees that, in the event of such breach or threatened breach, the other Party will be entitled to equitable relief, including a restraining order, an injunction, specific performance, and any other relief that may be available from any court, without any requirement to post a bond or other security, or to prove actual damages or that monetary damages are not an adequate remedy. Such remedies are not exclusive and are in addition to all other remedies that may be available at law, in equity, or otherwise.

15. Provider Details.

15.1. Provider shall be one of the following legal entities belonging to SE Ranking company group:
Seranking Ltd. with an address at Forest House Business Centre 8 Gainsborough Road, Office 2, London, England E11 1HT (UK Branch);

or

SER Acquisition Inc. with an address at PO Box 19801, C/O the Corporation Trust Company, 1209 Orange Street, City of Wilmington, County Of New Castle, Delaware, United States (US Branch). Mailing address for correspondence: 2108 N ST, Suite 6478, Sacramento, CA 95816.

15.2. As a general rule, the Services are provided by the US Branch. The provisions below reflect billing arrangements applicable to certain subscriptions or payment flows established prior to the Effective Date of these API Terms.

The Services shall be provided by the UK Branch or the US Branch under the following rules:
If a new Customer pays Fees in GBP within the time period from January 1, 2024 the Services are provided by the US Branch. For renewed Customers who purchased their first subscription before January 1, 2024 and pay Fees in GBP, the Services are provided by the UK Branch. If Customer pays Fees in USD within the time period from May 2023 the Services are provided by the US Branch.

If Customer pays Fees in EUR within the time period from January 2024 the Services are provided by the US Branch.

If Customer pays Fees in any other currency other than EUR, GBP, USD within the time period from August 2023 the Services are provided by US Branch.

If Customer paid Fees in any currency before May 2023, Services were provided from the UK Branch.